Sale of Share Agreement Template (to another Shareholder) (A131)

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Who can use this Agreement for sale of shares?

Anyone who wants transfer control of a company from a Seller to a Buyer, where the Seller and Buyer are the only shareholders in a company. It can also be used by other shareholders selling to each other.

What is this Agreement for?

This agreement for sale of shares sets out the basis for the transaction – price, payment and the procedure to be followed.

What are the main issues?

Apart from price and payment terms, the seller will give some warranties to the buyer e.g. that there are no undisclosed transactions. The seller will also give an indemnity against any losses incurred by the buyer as a result of some breach by the seller of their obligations.

Where there is a delay between the sale agreement and completion, the procedure will be set out in the agreement.

Resignation: if the seller is a director, he/she will probably resign when the sale is completed.

If either or both parties are signatories to a shareholders’ agreement, the sale agreement will need to deal with this.

What detailed terms does the share sale agreement contain?

This five page document contains 7 clauses covering

  • sale and purchase of shares
  • price
  • warranties
  • completion
  • law and jurisdiction
  • shareholders’ agreement
  • a general clause addressing variation, the scope of the agreement, representation, severability, assignment and third party rights.

For more information on each of these sections, see our Explanatory Notes  which you will  receive when you buy and download the document from our website.

For information on signing documents see our Contract Signing page

When I download the document, can I change it and/or use it more than once?

Yes, all ContractStore’s templates are in MS Word and you can use the contract on more than one project. For more information, watch the video on this page of our website or see our FAQs

Legal support

ContractStore supplies templates and is not a law firm. But all our templates are written by experienced lawyers we can arrange legal assistance for customers who need special terms in one of our documents or a bespoke template. . For more information see our Legal Services page.

And if you want to contact us see our Contacts page.




If you have any questions about a contract and/or want to see the Explanatory Notes before you buy, please let us know by using our contact form

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